SEC FORM 4 SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
 
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
EPSTEIN NORMAN

(Last) (First) (Middle)
550 MONICA CIRCLE, SUITE 201

(Street)
CORONA CA 92880

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
HANSEN NATURAL CORP [ HANS ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
06/09/2010
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 4,000(1) I By Shoreland Investments Limited(2)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Option (right to buy) $16.87 (3) 11/11/2015 Common Stock 19,200 19,200 D
Stock Option (right to buy) $38.4 06/09/2010 A 2,167 (4) 06/09/2020 Common Stock 2,167 $0 2,167 D
Restricted Stock Units (5) 06/09/2010 A 1,172 (6) (7) Common Stock 1,172 $0 1,172 D
Explanation of Responses:
1. On July 7, 2006 the common stock of Hansen Natural Corporation split 4 for 1, resulting in the reporting person's acquisition of 3,000 additional shares of common stock.
2. The reporting person is a director of Shoreland Investments Limited and disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose.
3. The options are currently vested. The option was adjusted to reflect the stock split on July 7, 2006.
4. In connection with the reporting person's continuous service as a non-employee director of the Company, such reporting person has been granted options one day prior to the Company's annual shareholder meeting. The number of options granted is equal to $45,000, calculated using the Black-Scholes valuation methodology on the date of grant. Options become fully vested on the last business day prior to the Company's 2011 annual shareholder meeting, provided that the reporting person continues as a director of the Company through such date.
5. Each restricted stock unit represents either (i) a contingent right to receive one share of the Company's common stock or (ii) a cash amount equal to the number of shares received as of the vesting date.
6. The restricted stock units vest with respect to 100% of such restricted stock units on the last business day prior to the Company's 2011 annual shareholder meeting, provided that the reporting person continues as a director of the Company through such date.
7. Not applicable.
Remarks:
Norman Epstein 06/10/2010
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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